February 12, 2025
Cooper Lighting Sues Ephesus Founders for Over $3.5 Million
Company alleges Ephesus founders did not cover obligation as agreed in 2015 acquisition
Cooper Lighting has filed a lawsuit against Joe and Amy Casper, the founders of Ephesus Lighting, a New York LED sports lighting company that Cooper Lighting acquired in 2015.
The legal complaint, filed last month, alleges that the Caspers failed to fulfill their indemnification obligations under the terms of a 2015 stock purchase agreement when they sold Ephesus to Cooper Lighting.
The lawsuit centers on Cooper Lighting’s demand for indemnification regarding a prior intellectual property dispute with TruSun Technologies. According to the complaint, the Caspers, as sellers of Ephesus, agreed to indemnify Cooper Lighting against claims involving the ownership or licensing of Ephesus’ intellectual property. However, Cooper Lighting asserts that the Caspers have refused to reimburse them for the $3.5 million in legal expenses incurred in defending and settling the TruSun litigation.
This case isn’t the first legal tussle among the parties. In 2019, Joe Casper sued Cooper Lighting for age discrimination, alleging he was fired at 57 and replaced by a younger employee under the pretense of corporate restructuring. The case was dismissed because Casper never proved that Cooper Lighting received a summons, ignored multiple court orders and failed to prosecute his claim.
Background on the Ephesus Sale
Ephesus Lighting, known for being a pioneer in LED sports lighting technology, was acquired by Cooper Lighting in 2015 as part of a strategic expansion in the stadium and arena lighting market. According to Cooper Lighting, the acquisition included representations and warranties related to the company’s intellectual property portfolio.
The legal dispute stems from a 2019 lawsuit filed by TruSun Technologies against Cooper Lighting. TruSun’s claims included patent infringement, trade secret misappropriation, and challenges to the ownership of several Ephesus patents. Cooper Lighting argues that the sale agreement obligated the Caspers to indemnify the company against such claims.
Cooper Lighting’s Allegations
According to court documents, Cooper Lighting notified the Caspers and other Ephesus sellers of the indemnification claim in 2020. The sellers reportedly rejected the claim and refused to assume the legal defense. As a result, Cooper Lighting bore the full cost of litigating the TruSun case, which was ultimately resolved in February 2022.
The complaint states that TruSun initially sought $194 million in damages but that Cooper Lighting was able to resolve the case for a "minute fraction" of that amount. Nevertheless, the company incurred substantial costs and is now seeking to recover $3,516,099.65 from the Caspers.
Above: A representative for the Caspers categorically objected to Cooper Lighting’s claims in 2020
Cooper Lighting’s legal filing argues that the Caspers are contractually obligated to indemnify the company under the terms of the stock purchase agreement. The company is asking the court for a declaratory judgment affirming its indemnification rights, as well as an order compelling the Caspers to pay the requested damages.
Legal and Business Implications
The lawsuit adds a new chapter to the history of Ephesus Lighting, a company that gained national recognition for pioneering LED sports lighting. Since selling Ephesus, the Caspers have launched a new sports lighting venture, M3 Innovations, which also utilizes the trade name Mako Sports Lighting.
Casper recognizes the benefits of reaching a settlement rather than pursuing a full jury trial. In 2021, his company, M3 Innovations, sued Hubbell Lighting, seeking at least $15.45 million in contract damages and $30 million for interference with business expectancies tied to a potential exclusive agreement that would have granted Hubbell sole rights to M3's products. The dispute was ultimately resolved through a settlement, leading to the voluntary dismissal of the case.
When reached for comment on February 5, Joe Casper declined to comment on the lawsuit.
